On Friday March 21, 2025, the Financial Crimes Enforcement Network (FinCEN) issued an interim regulation that exempts U.S. small businesses and U.S. persons from the BOI reporting requirements. This means that America’s small businesses will no longer have to file the burdensome BOI reports.

Background

The Corporate Transparency Act (CTA) required a “reporting company” to file a report with the federal government providing detailed information about the company’s beneficial owners. “Reporting company” was defined as a corporation, LLC, or partnership created by filing a document with a state secretary of state or similar office.

America’s small businesses spoke loudly in opposition to the BOI reporting requirement, including an NFIB lawsuit that went all the way to the U.S. Supreme Court.

FinCEN’s March 2025 Update

With the change in administrations and continued pressure by small businesses, FinCEN finally acknowledged that “reporting of BOI by domestic reporting companies and their beneficial owners would not serve the public interest and would not be highly useful in national security” efforts. The agency also admitted that the “vast majority of domestic small businesses are legitimate and owned by hard-working American taxpayers who are not engaged in illicit activity.”

FinCEN’s new regulation changes the definition of “reporting company” so that U.S. small businesses no longer fall under its scope and specifically exempts U.S. entities from the reporting requirements.

Under the new rule, only foreign entities registered to do business in the United States and their non-U.S. beneficial owners must file BOI reports with FinCEN. These entities must file their BOI reports within 30 days of the new regulation.

Going Forward

This is a significant victory for America’s small businesses! But the fight against the CTA and BOI is not over. As NFIB’s statement in response to the new update makes clear, we will continue to push for a permanent repeal of the CTA in Congress. We will also urge FinCEN to immediately destroy all BOI data already submitted by America’s small businesses.

For more information on BOI, or continued BOI updates, visit NFIB.com/protectprivacy or contact us at info@nfib.org.